Purchaser to Acquire Good Title Sample Clauses

Purchaser to Acquire Good Title. Any purchaser of the Collateral at any sale or other disposition thereof pursuant to this Section 8 will, upon any such purchase, acquire good title to the Collateral so purchased free of the lien and security interest created by this Agreement and free of all rights of equity or redemption in any Pledgor, which rights each Pledgor hereby expressly waives and releases to the full extent permitted by law, and each Pledgor will warrant and defend the title of such purchaser against all claims arising by, through or under the Pledgors. Nevertheless, if so requested by the Pledgee or any such purchaser, each Pledgor will ratify and confirm any exercise of remedies by the Pledgee hereunder by executing and delivering to the Pledgee or such purchaser all bills of sale, assignments, releases and other proper instruments to effect such ratification and confirmation as may be designated in any such request. In addition, each Pledgor will do or cause to be done all such other acts and things as may be reasonably necessary to make such exercise of remedies valid and binding and in compliance with any and all applicable laws, regulations, orders, writs, injunctions, decrees or awards of any and all courts, arbitrators or governmental instrumentalities, domestic or foreign, having jurisdiction over any such exercise, all at such Pledgor's expense.
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Purchaser to Acquire Good Title. 21 8.5 Sale of Pledged Stock or LLC Interest Without Registration 21 8.6 Appointment as Attorney-in-Fact........................... 22 8.7 No Waiver; Cumulative Remedies............................ 22 8.8 Restoration of Rights and Remedies........................ 22 SECTION 9. PLEDGOR'S OBLIGATIONS NOT AFFECTED.................... 22
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Purchaser to Acquire Good Title. Any purchaser of the Collateral at any sale or other disposition thereof pursuant to this Section 8 will, upon any such purchase, acquire good title to the Collateral so purchased free of the lien and security interest created by this Agreement and free of all rights of equity or redemption in any Pledgor, which rights each Pledgor hereby expressly waives and releases to the full extent
Sample 1Sample 2
Purchaser to Acquire Good Title. 18 8.5 Sale of Pledged Stock Without Registration ................... 19 8.6 Appointment as Attorney-in-Fact .............................. 20 8.7 Trustee's Right to Enforce Claims ............................ 20 8.8
Sample 1

Related to Purchaser to Acquire Good Title

  • Buyer Shares Each Buyer Share issued and outstanding at and as of the Effective Time will remain issued and outstanding.

  • Purchaser Purchaser was formed solely for the purpose of engaging in the Transactions and activities incidental thereto and has not engaged in any business activities or conducted any operations other than in connection with the Transactions and those incident to its formation. Either Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Purchaser.

  • Purchaser Shares The issuance, transfer, and delivery of the Purchaser Shares hereunder have been duly authorized by all required corporate action on the part of Purchaser, and when issued, transferred, and delivered in accordance with the terms hereof for the consideration expressed herein, will be duly and validly issued, fully paid and non-assessable, free and clear of all Encumbrances.

  • Buy-Sell (a) Either MCG, on the one hand, or the Manager and the Keystone Investor (acting together), on the other hand, shall have the right and the option to implement the buy/sell procedure as set forth in this Section 10.4 if permitted to do so under Section 9.1(e). For the purposes of this Section 10.4, the Manager and Keystone Investor shall be considered one Member.

  • The Purchaser (a) is not an employee benefit or other plan subject to the prohibited transaction provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 4975 of the Internal Revenue Code of 1986, as amended (a "Plan"), or any other person (including an investment manager, a named fiduciary or a trustee of any Plan) acting, directly or indirectly, on behalf of or purchasing any Certificate with "plan assets" of any Plan within the meaning of the Department of Labor ("DOL") regulation at 29 C.F.R. ss.2510.3-101; or

  • Acquired Shares Any Shares or other voting securities of the Bank with respect to which beneficial ownership is acquired by Shareholder or its affiliates, including, without limitation, by purchase, as a result of a stock dividend, stock split, recapitalization, combination, reclassification, exchange or change of such Shares or upon exercise or conversion of any securities of the Bank, if any, after the date hereof shall automatically become subject to the terms of this Agreement.

  • Acquisition Shares The Acquisition Shares when delivered to the Vendor shall be validly issued and outstanding as fully paid and non-assessable shares, subject to the provisions of this Agreement, and the Acquisition Shares shall be transferable upon the books of the Purchaser, in all cases subject to the provisions and restrictions of all applicable securities laws. Non-Merger and Survival

  • After-Acquired Shares All of the provisions of this Agreement shall apply to all of the shares of capital stock of Company now owned or which may be issued to or acquired by a Stockholder in consequence of any additional issuance (including, without limitation, by exercise of an option or any warrant), purchase, exchange, conversion or reclassification of stock, corporate reorganization, or any other form of recapitalization, consolidation, merger, stock split or stock dividend, or which are acquired by a Stockholder in any other manner.

  • Buyer Buyer represents and warrants to Seller as follows:

  • Closing Purchase Price The Closing Purchase Price (the "Closing Purchase Price") shall be paid or delivered by Buyer at Closing in the following manner:

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